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              RYAN'S FAMILY STEAK HOUSES, INC.
       CONFERENCE CALL FOR APRIL 23, 2003 @ 4 P.M. EDT
                  CHAIRPERSON:  FRED GRANT


Operator:
Good  afternoon  and  welcome to the  Ryan's  First  Quarter
Earnings  Conference Call for April 23rd, 2003.   Your  host
for today will be Fred Grant.  Please go ahead, Sir.

Fred Grant:
Thank you very much and good afternoon everybody and I  hope
you  are  having a beautiful day.  We're having a  beautiful
day  down here in South Carolina today and we are especially
glad  we're having nice days, given the weather that we  had
during  the  first  quarter.  It  was  absolutely  miserable
during January and February.  If you have followed our sales
at  all, you know that it affected us and you know,  we  are
looking  forward to some days with decent weather.  And  you
know,  hopefully people have gotten a little - I think  they
have  gotten  tired of watching the war on TV at  night  and
we're  just glad to be in some hopefully period of  normalcy
here as we go forward.

The  format for today's call will be very similar.   I  will
talk  about  the  financial  results  and  talk  about  some
strategic  things that we're doing at the same time.   After
that,  we'll  have  a  Q&A session and I'm  joined  here  by
Charlie  Way, our President and CEO, and Ed McCrainie  (ph),
our  Executive Vice President, and they'll be available  for
questions and we'll try to answer your questions as well  as
we can.

So,  let's  start talking about the quarter  and  you  know,
really  from an overview standpoint, it was a - obviously  a
tough  sales  period and when you start  looking  at  barely
significant drops and same store sales that we  had  -  same
store  sales  are  down  4.2% for  the  quarter  versus  1.7
increase  last year.  When you have that happen,  a  lot  of
costs are affected - you know, the fixed components of those
costs  are affected, so your cost of sales almost invariably
goes up and you end up with margin issues.

And  on  top of that, we had some fairly significant utility
increases  as  many  people have and you know,  we're  still
fairly  fortunate that we could stay flat for  the  quarter,
given the situation.

Again,  from  a sales standpoint, we - January and  February
were  very  difficult from a weather standpoint. And  I  was
actually trying to think how to quantify that and you  know,
it's  just very difficult.  The best way to do it is  really
talk  about some comparisons, I guess, and you know, to  say
comparisons about where things have been and you  know,  did
you  have periods where the weather didn't get you in.   And
when  we  released the March sales release,  the  first  two
weeks  of March were fairly normal from a weather standpoint
everything  and we were down about 1.2% at that point.   And
then,  actually  then the war hit and we had  a  significant
drop again and that last two weeks.
But, you know, you think about that 1.2% being down for  the
first  two  weeks  in March and we were down  roughly  about
4.4%,  I  guess, for January and February.   So,  you  know,
there  is no question that the weather had a big hit for  us
right there.

Just looking forward, currently we have been about flat  for
the  - just a little bit under flat for the first couple  of
weeks  in April and from - on a same store sales basis,  and
so,  when you put all that together, I think it kind of puts
in  line  kind  of what happened during the quarter  from  a
weather standpoint and then from the war standpoint.  And  I
will remind everybody of course that two weeks does not make
a  trend and - but, we are seeing some better results  these
first couple of weeks in April right here.

From  -  other things from a sales standpoint, we have  been
putting  out  display conversions.  One of the things  we've
talked  about is doing more exterior remodeling and  we  are
tracking  that.   So far - and this won't be very  specific,
but  you'll  understand why.  I mean, as of today,  we  only
have  seven  of  those conversions in  place  and  there  is
actually  a  fair  range of different types  of  conversions
whether  we just do the outside.  We go back on display  and
do  the outside.  In some areas where we've - where we  feel
we  need to - we actually changed the name of the concept to
Fire  Mountain to kind of have a fresh start sand then we've
done  other exterior conversions with the Ryan's name.   And
obviously, with seven of them in place today, there is  just
not   a  critical  mass  to  really  start  talking  to  the
investment  community.  I'd hate to talk about  results  and
have you start plugging in models where we don't have enough
critical mass.

Let  me  say  this though.  In general, we are very  pleased
with  the results. It's preliminary.  We need more.  We have
a  fair  amount coming into - on board for the rest  of  the
year.  We're hoping to do around 30 conversions, I guess, 30
to  40 during the year.  And certainly, as we proceed during
the year, we'll have a very good feel for this whole thing.

The idea, as we said in the press release, as we said before
on  doing  the exterior modeling is that - it's like  almost
like a virtual billboard for customers, potential customers.
That's who we are trying to reach.  Before we do the display
cooking  on  the inside, the outside wouldn't  change.   Our
existing customers might know about it, but we need  to  get
new  potential  customers in there  also.   And  people  are
attracted  to shiny new buildings.  We see it all  the  time
and  you  can  probably  think about  your  own,  you  know,
personal circumstances being the same way.

So,  when we do the outside of the building, it takes  on  a
whole  new  look.  It's - they've done an excellent  job  on
these  conversions and you know, we feel good about it going
forward.   But we need more of a critical mass, so  we  can,
you know, start spouting off what the results are.  But,  we
are pleased with it and optimistic at this point.

I  think  from  a  -  I  guess at this point,  go  into  the
expenses.   Food and beverage, it's down 130  basis  points.
It   really  had  some  beneficial  commodity  costs,  pork,
seafood,  poultry.  Lettuce is a lot lower than it was  last
year.   It's  spiked up tremendously, I think in March  last
year.   And you know, it didn't do it this year.  So, that's
great.

We  did  have  a  slight increase in beef costs  during  the
quarter,  but  it was nearly not a big factor.   Because  of
this lettuce mismatch, you know, we don't expect to see  130
basis  point  in  decreases  in food  costs  going  forward.
However, we do expect to see somewhere in the, you know,  50
basis  point  range,  you know, maybe a  little  more.   So,
that's  beneficial as we go forward.  But,  you  know,  it's
pretty  amazing how these food costs are staying  down,  but
they certainly seem to be doing that at this point.

Payroll and benefits were up 90 basis point.  A lot of  that
had  to  do  with the - a good hunk of it had to  with  just
having lower sales volumes.  Hourly pay roll is up 33  basis
points.  Manager pay roll is up 23 basis point.  And  that's
really just because of the lower average in its sales.

We did have some slightly higher benefit costs.  Medical was
up  a  little  bit and unemployment taxes went  up  and  the
reason  that is, is because the unemployment tax rates  went
up.  And, but of course, those also would be affected by the
lower average in its sales.

So  really, overall, that whole - that whole line  item  was
affected by average in sales.

I  need to just make a comment here and that's that when  we
did  the press release, we should have had a re-classing  of
last  year's pay roll and benefits number.  And last  year's
number  should  have been $58,674,00.   And  so  -  and  the
difference,  which I think is $348,000, was a re-class  that
we  should have picked up, but the amount is immaterial.   I
think  you'll agree obviously, when you take a look  at  the
entire  PNL, but it does make that increase in pay roll  and
benefits.   It's  not a 1.1% increase.   It's  about  a  .9%
increase, a 90 basis point increase.  So, as you think about
the  model, that's the way it should be.  The offset  amount
to  that  -  the other operating expenses.  And - well,  the
amount  there  ought  to be for last  year  -  ought  to  be
$25,940.   So,  it's up 70 basis points and I think  if  you
look at your model, currently at 50 basis points.

So, it's immaterial, but I just want to make sure it's clear
as  we're  going forward.  I don't intend to re-release  the
press release for this.  But, of course we'll have it right.

Depreciation was up 30 basis points.  That's really  because
of  the  lower  average in its sales.  It  was  impacted  by
higher  new store costs and you know, quite frankly, a  good
number  of  the display conversions that we did  last  year.
But, that amount would go down if the sales were - obviously
would go down if the sales were where they ought to be.

Other operating expenses were up 70 basis points.  About  43
basis  points  of  it had to do with higher  utility  costs,
mostly gas, which was 30 basis points.  And, you know, we'll
have  another month or so of that.  What's happened is that,
you  know,  we not only had more severe weather during  this
year   than  last  year,  but  of  course  there  has   been
significant rate increases.  The vast significant portion of
our utilities are floating.  A good note - I am hearing that
there  is some relief down the road on that.  And of course,
as  we get into the spring and summer, we're not using  this
much gas because we use that to keep the building.

So,  that was a good hunk of it.  And in addition, you know,
when you take a look at utilities, it is somewhat of a fixed
cost.   You  have to keep the building the same  temperature
whether  -  regardless of how many sales you're doing.   So,
there is impact there also.

You  know, all the other items in there really were  because
of  -  lower  averaging sales.  I guess that's  not  exactly
correct.  Repairs and maintenance were up. That was  because
of sales right there.  There's no real issue with what we're
spending on repairs and maintenance.  Just sales were down.

General  liability insurance was up about 18  basis  points,
but that's because we had some credits last year.  And then,
our  store  closing costs, which we use in  connection  with
relocation,  was  down about 31 basis points  and  that  was
because  we  could revalue some of the properties  based  on
higher than originally anticipated sales values.

So,  but  again,  a lot of this is driven by  the  averaging
sales except of course the rate increases on the utilities.

But  overall, margins were down 60 basis points and for  the
reasons we just discussed.

G&A, mostly fixed costs.  You know, again I hate to keep  on
saying that averaging sales are going to impact that and  it
did.

Interest expense was flat.  We did have $10 million increase
in debt from last year due to a share repurchase program and
- - but the rates are still very favorable.  Our average right
there in the quarter was 5.1% and that compared to 5.7% last
year.   So, and really, I don't see any indication  at  this
point that rates are going up.  I just do not - I mean, from
an observation standpoint, I don't see anything that's going
to drive them in the economy and in addition, you know, just
as we go out and get our liable (ph) rates and we keep up to
date  on  this, I just don't see any movement  at  all.   In
fact, as of today, the one month liable rate was the same as
the  six month liable rate, which you very rarely see.   And
it  just  shows  that  there is really no  momentum  in  the
economy at this point.

Franchise  royalties  were  flat.  Other  income  was  down.
Basically,  $192,000  -  this  is  really  due  to   several
miscellaneous items and you know, it's fairly small  in  the
big picture right here.

So,  earnings before income taxes were obviously down  about
almost  10%.  We used the 36.2% tax rate in 2003  and  we'll
continue  to  do  that for the rest of the  year.   And  net
earnings were down about $1.3 million.  So, that's 60  basis
points just like the store margins.

So,  it  was a tough quarter.  But what can I say?  And  the
story  is  and  our goal is increasing sales  and  the  main
drivers  of  it  are the remodeling program  that  not  only
involves  display but also involves the exterior conversion.
We  think  it's  a  real  plus also.   We  have  rolled  out
completely a very comprehensive local marketing program  and
it  gets  the - our managers really involved the  community.
There  is  exterior  merchandising.  You know,  making  sure
we're  letting people know what's going on in the restaurant
both by signage and by activities in the community.  And you
know, it's kind of early in that program.  We've just rolled
it  out during the first quarter and really gotten everybody
on board with it.  But we heard a lot of - I guess anecdotal
talks  stories at this point about how, you know,  people  -
they're seeing a lot more new customers in the restaurant.

So, we're optimistic about that and you know, I think we can
see  some results on that.  So, really, the two main drivers
are  this local marketing program and the remodeling program
also.

From  a  share standpoint, we were down about 7% in  average
weighted  shared.  Some portions of that has to do with  how
you  calculate diluted shares under the accounting rules and
having  a  lower stock price does impact that and get  those
number  shares  down.   However, we have  continued  to  buy
shares  with  the share repurchase program.  We bought  just
under  700,000  shares in the first quarter  and  that's  $7
million.

And  if you're doing the math in your head, that comes about
to  about a $10 price.  Actually, the average price is about
10.17 during the quarter.  And we intend to go forward  with
that - with this program.  Our plan right now is to do about
$25  million in total in share repurchases during  the  year
and  you know, we intend to go forward.  Our strategy hasn't
really changed about how we make that happen.  We do it when
we think the price is very opportunistic and during February
and  early March, we had a drop in the stock price  down  in
the  low  10s  and jumped on it and ended up buying  700,000
shares.  So, we will continue doing that as we go forward.

So overall, because of that, our diluted average shares were
$0.28, which is the same as last year, and you know, it's  a
tough quarter.  We're looking forward to going ahead.  We're
glad the weather is better, which I'm sure was a factor.   I
think  less people are watching the war on TV at this  point
and  also  we're looking to see results from our - from  the
local marketing program and from the conversion program that
we're doing right now.

So,  that pretty much explains the quarter and I'll turn  it
over to Vickie at this point, who will run the Q&A.

Operator:
Thank  you.  If there are any questions on the phone  lines,
please press *1 on your touchtone phone.  If you're using  a
speakerphone, please pick up your handset and then press *1.
Please go ahead if you have any questions.

Your first question comes from Michael Corelli (ph).  Please
go ahead.

Question:
Hi.  Good afternoon.

Fred Grant:
Hello Michael.

Question:
Do  you have any way of maybe quantifying the benefit  April
of the Easter shift?

Fred Grant:
Well,  I went through - let me tell you what I think  it  is
and this is, you know, somewhat subjective.  But I looked at
what it was last year from, you know, what happened from the
week  before  Easter  to the - Easter  week,  what  kind  of
increase we had and apply it to this year and compare it  to
actual.  And it's somewhere between, you know, $400,000  and
$500,000 of sales.

Question:
And  what  would that be on, you know, like a monthly  sales
impact?

Fred Grant:
It's roughly 1250 a week and - about 2%.

Question:
Okay.

Fred Grant:
I think that's.

Question:
Yeah, that makes sense.  Okay, thank you.

Fred Grant:
Yeah.   The  - it may be a little bit higher.  It  might  be
between 2 and 4%.  I just haven't figured it out.


Question:
Okay, thank you.

Operator:
Your next question comes from Joe Buckley.  Please go ahead.

Question:
Thank you.  I have a couple of questions.

Fred,  the  same stores sales update you gave us for  April,
does that include Easter or was that.

Fred Grant:
Yeah, it included it.  No, no, it did not.  It did not.

Question:
Okay.

Fred Grant:
Cause that week is ending today.

Question:
Okay.   Okay.   So you're just a little bit below  flat  the
first two weeks and.

Fred Grant:
..yeah.

Question:
Easter was in the third week obviously.

Fred Grant:
Correct.

Question:
Okay.   Question on the exterior remodel.  Does it  bump  up
the cost of the remodels in a significant way and.

Fred Grant:
Yes,  it does!  You know, it takes a display conversion from
roughly 500,000 to 600,000.

Question:
Okay.

Fred Grant:
I'm sorry.  That's about 400 to 6.

Question:
Okay.   And do you plan to do the exterior looks for all  of
the remodels this year?  Is that the plan right now?

Fred Grant:
Yeah.  I mean we're looking at them, but I got to tell  you,
I mean, it appears - I mean that's what we want to do.

Question:
Okay.   You said the Fire Mountain name?  Talk a little  bit
about  that.  You know, kind of the rationale and you  know,
have  you had greater impact when you changed the name  then
if you kept the Ryan's name?

Fred Grant:
Not significantly, but you know, what happens - you know,  I
think  it depends on the areas sometimes.  If there  is  too
much  -  where we think there has just been too much  of  an
issue with family steakhouses and let's face it:  the Ryan's
name  is  linked  to the family steakhouse,  okay.   I  mean
obviously our legal name has Family Steakhouse in it, but we
don't  put that on our restaurant signs.  But just over  the
years, it's just linked to family steakhouses.

And  if we're in an area where we think there is just a real
issue with family steakhouses, you know we'll go and we  can
change the name.  Cause really the concept is different than
the  old  family steakhouse.  It really - it's  really  much
different than the old family steakhouse concept.

Question:
How many units are you using the Fire Mountain name for now?

Fred Grant:
Yeah, hold on a minute.  Yeah, it's four, Joe.

Question:
Okay, and one last question.  The food cost outlook, do  you
expect it to - stay roughly in this percentage of sales on a
sequential  basis  or what are you thinking  on  food  costs
going forward?

Fred Grant:
It's going to get back to more of our traditional decreases.
Probably  around  the  50 to 75 basis points  every  quarter
going  forward  for  the  rest of  year  unless,  you  know,
something goes crazy.  But that's what we'll project.

But sequentially, Joe, it's fairly close to this.

Question:
Okay, but you're down 50 to 75.

Fred Grant:
..exactly.

Question:
Okay, so that's down 50 to 75 year over year?

Fred Grant:
Yeah, I'm sorry.  Yes, I thought..

Question:
Okay.  Very good.  Thank you.

Fred Grant:
You're welcome.

Operator:
Your next question comes from Steve Ballot (ph).  Please  go
ahead.

Question:
Back on the Fire Mountain name.  What - you said if you were
in  an  area where family steakhouse is an issue, you  would
change it to Fire Mountain?

Fred Grant:
Right.

Question:
I  don't  understand.  What kind of area would  that  be  an
issue and what kind of issue is that?

Fred Grant:
Well,  I think there have obviously been a number of  family
steakhouse chains around the country and our opinion, up  in
the  Midwest  in  particular because of  the  Ponderosa  and
Bonanza  brand, it's just hurt the family steakhouse concept
name.   And  the south is - certainly appears to be  -  it's
different,  okay.  There is just an affinity for southerners
of family steakhouses.

But, in the Midwest, we just thought there were issues there
and that's why we changed the name.

Does that make sense?

Question:
I guess.  I'm not a restaurant - I don't have restaurant - a
lot of knowledge.  What was the issue with Ponderosa?

Fred Grant:
Well,  we  -  they just quite frankly didn't  do  a  good  -
haven't done a good job for a number of years. I mean, their
sales volume - I mean here is a good indicator.  Their sales
volume average about a million per store, you know, and ours
average about 2.4 million, 2.5 million per store.  They just
- -  and  they  were heavy up in the Midwest and I guess  some
degree  in the northeast too with the Bonanza.  They're  the
same thing.

Question:
Okay.

Fred Grant:
And you know, there were just problems with them.

Question:
Okay, so they sort of poisoned the well in those areas.

Fred Grant:
Yeah,  yeah.   That's a good term.  We'll use  that  in  the
future.

Question:
But  the Outback Steakhouse - those are successful, I think,
again  I'm  not a restaurant guy.  Those are successful  and
that's  different cause they don't use the tag line  "Family
Steakhouse".

Fred Grant:
Well,  that's a different concept.  Yeah, it's  a  different
concept.  You know, their average tickets at least twice  of
what  ours is.  They have three times full alcohol  service.
It's really a lot different.

Their  average check is about $22 to $25 a person  and  ours
is, you know, $7.

Question:
Okay.  Great, thanks.

Operator:
Your  next question comes from Richard Friary (ph).   Please
go ahead.

Question:
Good  afternoon.  Is there anything further  than  what  you
talked  about in terms of managing costs and you  know,  new
concepts in putting up your store that you need to do to get
your same store sales back positive?

Fred Grant:
Well, I mean, if we knew what it was, we'd certainly do  it.
We think these are the best things that we can do.

Question:
Do you have any idea for when you can get.

Fred Grant:
..we're not going to - I mean, let me just quell the -  cause
this  comes  up  a  lot  of times.  I mean  we  don't  serve
breakfast and we're not going to start doing that and  we're
not going to start serving alcohol.  But you know, these are
- -  you  know, we've seen good results from these.  And there
is  certainly - there are certainly significant  changes  in
the  way  we've  done  things over the  years.   We've  done
remodeling,  you know, for years.  But it's always  been  on
the inside. So, we start changing the outside.  That makes a
difference.  You know, having a big local marketing  program
is something we've never done either.

So, I think they're good substantial steps.

Question:
Alright. Thank you very much.

Operator:
Once  again,  if there are any questions, please  press  *1.
Your  next  question  comes from Scott Doughty.   Please  go
ahead.

Question:
Good afternoon.  I'm just curious.  So, the four restaurants
that  you  changed  the name and the exterior  on  the  Fire
Mountain   concept,   have  you  done  anything   materially
different within the stores or, I mean, is it just basically
a converted drawing?

Fred Grant:
Well,  I  mean, it's a - it's certainly an updated  interior
and  it  carries that lodge look from the outside  into  the
inside  also.  But,  from a food standpoint,  there  are  no
significant  differences  from  our  other  display  cooking
formats.  But even because of that, people will come in  and
say: "Golly!  You've changed the food.  You're doing better.
You're  doing  something different."  And the  fact  of  the
matter is we haven't.  `

Unidentified Speaker:
We merchandise it better.

Fred Grant:
I'm sorry?

Unidentified Speaker:
We merchandise it a lot better.

Fred Grant:
Well,  we  merchandise  it through the  whole  look  of  the
restaurant.  Is that what you mean?

Unidentified Speaker:
It's merchandised a lot better through the new concept.

Fred Grant:
Yeah,  well,  I  guess that's a good -  yeah,  that's  true.
That's  true.  It's presented a lot better and but from  the
food, the items of food, it's not significantly different at
all.

Question:
Okay.  Thank you.

Operator:
There are no further questions.

Fred Grant:
Well,  thank  you  very much everybody!  We  appreciate  you
being on the call and you know, we're going to - sales are a
slump  right now, but we've had them before and we've jumped
out  of  them.  And when we jump out of them, we  have  same
store sales gains for extended periods of times.  And that's
certainly  the  plan.   So, we look  forward  to  presenting
results to you in the future.

Thank you so much and have a good day!

Operator:
This  concludes today's call.  Please disconnect and have  a
great day.